Why You Should Hire California Attorney Melissa Marsh to Incorporate Your Business
(Form a California Corporation)
Melissa C. Marsh, a Los Angeles, California Corporation attorney for over 20 years, has incorporated hundreds of California businesses throughout Los Angeles County, Ventura County, Orange County, and even the County of San Francisco and probably in a city near you: Burbank, Valley Village, North Hollywood, Studio City, Sherman Oaks, Van Nuys, Encino, Woodland Hills, Pasadena, Santa Monica, Beverly Hills, Manhattan Beach, Santa Clara, San Francisco, etc…
People hire Ms. Marsh to incorporate their business (form a California corporation) because the entire focus of her practice is on transactional matters. She provides comprehensive quality services. Unlike most attorneys, she does not charge exorbitant fees, and unlike document preparation services, she will not provide a client with sub-par service just to get some of their hard earned money. When Ms. Marsh incorporates a business, or forms a California corporation, she provides each client with a Comprehensive Incorporation Package (outlined below). For a few hundred less, you could use an online service provider to incorporate in California, but why would you settle for standard fill-in the blank form bylaws (typically 7-10 pages) and form organizational minutes which they may claim are custom simply because they fill in your basic personal information (name and address of the corporation, shareholder(s), and director(s), and little, if any, instructions on how to maintain your limited liability protection.
Our Comprehensive Incorporation Package begins with a 30-minute consultation. During the consultation Ms. Marsh will discuss the California incorporation process, the difference between a California corporation and a California LLC, and the pros and cons of the California S-corporation and the California C-corporation so you can decide which will serve you better. Ms. Marsh will then ask you to complete her incorporation questionnaire so she can properly prepare all of the required documents and perform a pre-incorporation name clearance to ensure the corporate name you have selected is available.
Our Comprehensive California Incorporation Package Includes ALL 16 Services for $1,499+Costs:
Turnaround Time - 7 Days with State's Expedite Fee: Unfortunately, the California Secretary of State is now taking about 30 business days to process new California corporations and LLCs unless the state's $350 expedite fee is paid. If paid, we can and will form and organize your California corporation within 7 Days. If you do not wish to pay the state's expedite fee, we will still form and organize your California corporation within 7 days of our receipt of the confirmed filed Articles of Incorporation from the state.
- The above mentioned initial consultation;
- Corporate Name Clearance;
- Preparation and filing of the Articles of Incorporation which will provide for indemnification of the officers and directors of the corporation;
- Preparation of the Resolution of the Incorporator;
- Preparation of the corporation's Custom 30-page Bylaws designed to provide instruction on how to manage the new corporation;
- Preparation of our Custom 10+ page Organizational Minutes, or Resolutions, of the Board of Directors;
- Preparation of the Minutes, or Resolutions, of the First Shareholder's Meeting, and where applicable to elect S Tax Status;
- Preparation of I.R.S. Form SS-4 which enables you to get a federal taxpayer identification number so you can open a bank account;
- Preparation of I.R.S. Form 2553 S-Election (if applicable to elect "S" Tax status);
- Preparation of the Information Statement of Officers and Directors which must be filed with the Secretary of State within 90 days of incorporation;
- Preparation of letters from each of the shareholder's requesting their issuance of shares;
- Preparation of the to be issued stock certificates so they are ready for signature;
- Preparation of the corporation's stock ledger, if the initial shareholders are known;
- Preparation and filing of the Commissioner Notice of Transaction which is due within 15 days of the corporation's issuance of stock; and
- Provision of a 15-page letter advising you of the special laws governing your corporation and how to maintain your limited liability protection;
- Provision of a Corporate Minute Book with 10 Stock Certificates and a Corporate Seal; and
- If you also purchase our Corporate Compliance Plan ($499 for new clients), you will receive an unlimited number of telephone consultations (up to one 15 minute call per week) during your first year of incorporation so Ms. Marsh can answer any questions relating to the organization and maintenance of your California corporation, the annual minutes, or resolutions, of the meeting of shareholders and directors, and any special minutes of the directors that may need to be prepared at a special discounted rate.
Fees are slightly higher for a California Professional Corporation for doctors, dentists, lawyers, and other professionals who are prohibited from operating their practice through a California LLC or regular C- or S- corporation, and whose entity requires specific provisions relating to their profession in their Articles of Incorporation, Bylaws, Minutes and on their share certificates.
That said, if you need your corporation fast and are willing to pay the State's $350 expedite fee, within 7 days of you signing the prepared Articles of Incorporation, your California corporation will be ready for pick up at the office where you can sign all of the documents (or we can send you a complete electronic corporate book via email). If you prefer a hard copy and live outside Los Angeles, we will arrange to deliver your documents to you via UPS or Federal Express (additional $25 fee).
Why Custom Comprehensive Bylaws Are Important
Bylaws set forth the rules that govern the corporation. Our Bylaws our not designed to meet only the minimum requirements, but to instruct the shareholders and directors of the corporation on their rights and responsibilities under California law. Our Custom 30-page Bylaws enable you to find many of your answer just by reviewing the document, without having to visit an attorney, or refer to the statutes that govern California corporations. And even when a trip to the attorney's office is unavoidable, our comprehensive bylaws will save you time and money because the rules governing your California corporation are set forth directly in the Bylaws.
Although our $1,499 fee does not include the $115 California Secretary of State filing fees, the fee charged to incorporate a California corporation is substantially less than what most California attorneys charge ($2,500 to $5,000). Although more than you would pay an online filing service, or document preparer, such outfits are not permitted to provide legal advice. Although their ads claim that forming a California corporation is quick and easy and can be done for as little as $390 plus the state fees ($115), you will notice that these online service providers do NOT provide advice, cannot advise you on whether a corporation or an LLC or just remaining a sole proprietor is in your best interest, often form the wrong type of entity for professionals like physicians, dentists, etc..., do not provide you with all of the documents you need, do not complete post-incorporation required state filings (all of which are prepared by my office), do not provide any legal advice on the proper maintenance of your corporation or LLC, charge extra fees to complete many of the forms required such as an S-Election, and finally in their small fine print advise you to seek the advice of a licensed attorney. Bottom Line: Save the money to do it properly, or don't do it at all.
Now isn't it better to spend a few extra dollars for some peace of mind. By using a California corporate transactional attorney to incorporate your business, you can be assured that all of the necessary paperwork to form and organize your California corporation will be prepared and all of your questions will be properly answered, even some questions you didn't even know to ask such as:
Still unsure? Just ask the person you are contemplating using to form and organize your California corporation if they can customize your Articles of Incorporation to provide limitation of liability provisions, and if they will be filing any documents after your Articles are filed with both the Secretary of State and the California Commissioner of Corporations. The answer is typically No and your corporation may be subjected to penalties and fines if the required paperwork is not filed in a timely fashion. While you may think that I am just biased, or trying to somehow trick you, that simply is not the case. I have actually benefited greatly from the proliferation of online incorporation services because corporate clean-up is lot more profitable than properly forming a new California corporation from the get go.
- How much money should I capitalize a California corporation with to maintain limited liability protection? Hint: It's more than $1,000.
- If I'm married, is my spouse required to sign any documents pertaining to the California corporation? Hint: your spouse owns half of the corporation.
- Do you file anything with the Commissioner of Corporations? Hint: Every California corporation must file a Notice of Transaction within 15 days of issuing stock.
- Do I need to file IRS Form 2553, and if so when must it be filed with the IRS? Hint: You Can't Be an S-Corporation Without Filing IRS Form 2553.
- What forms do I need to complete before I hire employees, and will you prepare them? Form DE-1.
- Is a California S-corporation required to pay a salary to its owner-employees? Yes.
- Is a California corporation based in Los Angeles required to have a city business license? Yes.
- Why, in California, is a California corporation typically better to run a business, and an LLC better to hold real estate? Hint: Taxes.
- How does California community property law affect my ownership of a California corporation? Hint: Your spouse owns half.
Melissa C. Marsh, J.D., is a Los Angeles California business law attorney licensed to practice law in the State of California. For the past 15+ years, Ms. Marsh has formed hundreds of California corporations, advised the board of directors of a publically held corporation, and counseled hundreds of small businesses. Her practice is 100% transactional, and she engages in absolutely no litigation. She wrote a chapter on Limited Liability Companies and provided a comprehensive limited liability operating agreement to one of the largest legal publishers. Melissa C. Marsh received her bachelor's degree from UCLA in 1992, where she graduated with honors and her Juris Doctorate from Loyola Law School, Los Angeles in 1996 where she graduated in the top 2% of her class, Order of the Coif.
Call Los Angeles, California business law attorney Melissa C. Marsh at 818-849-5206 or E-mail Us if you have questions about incorporating in California or Nevada; would like to retain our services to form and organize a new California corporation; or would like to retain our services to maintain an existing California corporation you previously incorporated through someone else.
Disclaimer: The information presented on this web site was prepared by Melissa C. Marsh for general
informational purposes only and does not constitute legal advice. The information provided in my articles and alerts should not be relied upon, or used as
a substitute for professional legal advice from an attorney you retain to advise or represent you. Your use of this Internet site does not create an attorney-
client relationship. Transmission of this article is not intended to create, and receipt of it does not constitute, an attorney-client relationship. All uses of the
contents of this site, other than personal uses, are prohibited. You may print or email a copy of any information posted on this web site for your own personal,
non-commercial, use, but you may not publish any of the articles or posts on this web site without the
Express Written Permission of Melissa C. Marsh.